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sain t-gobain annu al report 2008 annual report

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NOTE 12<br />

Group savings plan (“PEG”)<br />

The PEG employee stock purchase plan is open to <strong>al</strong>l Group<br />

employees in France and in most other countries where the<br />

Group does business. Eligible employees must have completed<br />

a minimum of three months’ service with the Group. The<br />

purchase price of the shares, as set by the Chief Executive<br />

Officer on beh<strong>al</strong>f of the Board of Directors, corresponds to the<br />

average of the opening share prices quoted over the 20<br />

trading days preceding the pricing date.<br />

In <strong>2008</strong>, the Group issued 8,272,947 shares with a par v<strong>al</strong>ue of<br />

€4 (2007: 4,981,609 shares) to members of the PEG, for a tot<strong>al</strong><br />

of €353 million (2007: €294 million).<br />

In addition to the standard plans, leveraged plans are offered<br />

to employees in countries where this is <strong>al</strong>lowed under loc<strong>al</strong><br />

law and tax rules.<br />

Standard plans<br />

Under the standard plans, eligible employees are offered the<br />

opportunity to invest in Saint-Gobain stock at a 20% discount.<br />

The stock is subject to a five or ten-year lock-up, except<br />

following the occurrence of certain events. The compensation<br />

cost recorded in accordance with IFRS 2 is measured by reference<br />

to the fair v<strong>al</strong>ue of a discount offered on restricted stock<br />

(i.e. stock subject to a lock-up). The cost of the lock-up for the<br />

employee is defined as the cost of a two-step strategy that<br />

involves first selling the restricted stock forward five or ten<br />

years and then purchasing the same number of shares on the<br />

spot market and financing the purchase with debt. The<br />

borrowing cost is estimated at the rate that would be charged<br />

by a bank to an individu<strong>al</strong> with an average risk profile for a<br />

gener<strong>al</strong> purpose five- or ten-year consumer loan repayable at<br />

maturity (see Note 1 for details of the c<strong>al</strong>culation).<br />

The standard plan cost recorded in the income statement amounted to €8.4 million in <strong>2008</strong> (2007: €11.9 million), net of the lockup<br />

cost for employees of €29.8 million (2007: €30.3 million).<br />

The following table shows the main features of the standard plans, the amounts invested in the plans and the v<strong>al</strong>uation assumptions<br />

applied in <strong>2008</strong> and 2007.<br />

<strong>2008</strong> 2007<br />

Plan characteristics<br />

Grant date February 22 February 23<br />

Plan duration (in years) 5 or 10 5 or 10<br />

Benchmark price (in €) 51.75 72.56<br />

Purchase price (in €) 41.41 58.05<br />

Discount (in %) 20.00 % 20.00 %<br />

(a) Tot<strong>al</strong> discount on the grant date (in %) 22.05 % 21.11 %<br />

Employee investments (€ millions) 168.7 205.4<br />

Tot<strong>al</strong> number of shares purchased 4,073,045 3,539,025<br />

V<strong>al</strong>uation assumptions<br />

Interest rate paid by employees (1) 7.57 % 7.36 %<br />

5-year risk-free interest rate 3.61 % 4.02 %<br />

Repo rate 0.25 % 0.25 %<br />

(b) Lock-up discount (in %) 17.17 % 15.24 %<br />

(c) Tot<strong>al</strong> cost to the Group (in %) (a-b) 4.88 % 5.87 %<br />

(1) A 0.5-point decline in borrowing costs for the employee would have an impact of €3.1 million on <strong>2008</strong> cost as c<strong>al</strong>culated in accordance with IFRS 2.<br />

153 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS<br />

Leveraged plans<br />

Under the leveraged plans introduced in 2007 and <strong>2008</strong>,<br />

eligible employees are offered the opportunity to invest in<br />

Saint-Gobain stock at a 15% discount. The yield profile of the<br />

leveraged plans is different from that of the standard plans, as<br />

a third-party bank tops up the employee’s initi<strong>al</strong> investment,<br />

essenti<strong>al</strong>ly multiplying by ten the amount paid by the<br />

employee. The bank intermediation <strong>al</strong>lows to secure the initi<strong>al</strong><br />

funding, to secure the yield for the employee and to increase<br />

the indexation on a leveraged number of directly subscribed<br />

shares.<br />

Saint-Gobain – Financi<strong>al</strong> Report <strong>2008</strong>

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